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Jun 8, 2024 · Howard Smith Ltd v. Ampol Petroleum Ltd o Facts: Ampol and Bulkships held a majority shareholding in R.W. Miller Holdings Ltd., but after their offer was rejected, Millers' directors issued shares to Howard Smith to thwart Ampol's takeover attempt, sparking a dispute over alleged misuse of directorial powers. o Holding: The court ruled that ...
21 hours ago · They must also adhere to the “proper purpose doctrine”, which was propounded in Hogg v. Cramphorn Ltd and later affirmed in Howard Smith v. Ampol Petroleum Limited. In the former case, it was ruled that although the directors acted in the interest of the company, the primary purpose of the issue was to ensure control of the company by them.
Jun 26, 2024 · Howard Smith Ltd v Ampol Petroleum Ltd 1974 The court held that the D has breach of his duties as he shall use his power to issue shares only raise capital and not for other any reasons. Thus, the allotment was void.
Jun 29, 2024 · Burden of proof for establishing purpose was improper on C. Howard Smith Ltd v Ampol Petroleum Ltd: 4-part test for proper purpose: 1. What power is being exercised 2. Determine the proper purpose for which that power was delegated to the directors.
Jun 29, 2024 · - proper purposes doctrine - Leading case on abuse of power by directors - RW Miller (Holdings) Ltd issued $10 million in shares to Howard Smith to defeat another takeover offer from Ampol Ltd - Privy Council held that, despite the new share issue being within powers of directors, it was unlawful as it was not in accordance w proper purposes ...
Jun 18, 2024 · IMPROPER EXERCISES OF THE POWER TO ISSUE SHARES o Purposes for which the directors may not exercise the power to issue shares: 1. to act in accordance with their own self-interest, eg, to preserve the director's control: Ngurli Ltd v McCann (1953) 90 CLR 425; 2. to destroy an existing majority block of shares: Howard Smith Ltd v Ampol Petroleum Ltd (1974) 1 NSWLR 68.
Jun 26, 2024 · Ampol Limited purchases, refines, distributes, and markets petroleum products in Australia, New Zealand, Singapore, and the United States. The company operates through Convenience Retail, Z Energy, and Fuels and Infrastructure segments.
